Amaya, Endemol, Cactus Wellhead, Mallinckrodt, Osum revised; Houston Fuel shutting early

By Sara Rosenberg

New York, July 28 – Amaya Gaming Group Inc. (Amaya BV and Amaya (US) Co-Borrower LLC) set U.S. and euro first-lien term loan tranche sizes on Monday and updated pricing on the first-lien debt as well as on its second-lien term loan, and Endemol Holdings NewCo widened spreads and offer prices on its first- and second-lien term loans.

Also, Cactus Wellhead LLC reduced the size of its term loan, widened the spread and original issue discount and adjusted the call protection, and Mallinckrodt International Finance SA increased the size of its term loan.

In addition, Osum Production Corp. raised pricing on its term loan while also modifying the offer price, and Houston Fuel Oil Terminal Co. moved up the commitment deadline on its credit facility.

Furthermore, Bowlmor AMF Corp., EP Minerals LLC, Guggenheim Partners Investment Management Holdings LLC and SeaStar Solutions released price talk with launch, and Bioplan/Arcade Marketing and Hill International NV surfaced with new deal plans.

Amaya updates emerge

Amaya Gaming finalized its U.S. seven-year first-lien covenant-light term loan (B1/BB) size at $1.75 billion and its euro seven-year first-lien covenant-light term loan (B1/BB) size at €200 million, versus initial talk of an all U.S. $2 billion loan and revised talk of a $2 billion equivalent loan, including a minimum €250 million tranche, according to a market source.

Additionally, pricing on the U.S. first-lien term loan firmed at Libor plus 400 basis points, the wide end of the Libor plus 375 bps to 400 bps talk, pricing on the euro term loan was lifted to Euribor plus 425 bps from talk of Euribor plus 375 bps to 400 bps, and the original issue discount on both tranches was changed to 99 from talk in the 99½ area, the source said.

The first-lien term loans still have a 1% floor and 101 soft call protection for six months.

Furthermore, pricing on the $800 million eight-year second-lien covenant-light term loan (Caa1/B) was lowered to Libor plus 700 bps from talk of Libor plus 725 bps to 750 bps, while the 1% Libor floor, discount of 99 and call protection of 102 in year one and 101 in year two were unchanged, the source continued.

Lastly, the MFN sunset provision was eliminated.

Amaya getting revolver

Along with the first- and second-lien term loans, Amaya’s roughly $2.9 billion senior secured credit facility includes a $100 million five-year revolver (B1/BB).

Recommitments were due by the close of business on Monday, credit agreement comments are due at noon ET on Tuesday and pricing is expected shortly thereafter, the source added.

Deutsche Bank Securities Inc., Barclays and Macquarie Capital (USA) Inc. are leading the deal, with Deutsche Bank the left lead on the first-lien loan and Barclays the left lead on the second-lien loan.

Proceeds will be used with $1 billion of convertible preferred shares, $642 million from an equity issuance and $238 million in cash on hand to fund the acquisition of Oldford Group Ltd., parent company of Rational Group Ltd., for $4.9 billion.

Closing is expected on or about Sept. 30, subject to approval by Amaya’s shareholders and customary conditions, including receipt of all regulatory approvals.

Amaya is a Pointe-Claire, Quebec-based provider of gaming products and services. Oldford Group is an Onchan, Isle of Man-based operator of gaming and related businesses and brands.

Endemol adjusts pricing

Endemol increased pricing on the U.S. and euro portion of its first-lien term loan to Libor/Euribor plus 525 bps from Libor/Euribor plus 475 bps and on the GBP portion of its first-lien term loan to Libor plus 575 bps from Libor plus 525 bps, and moved the original issue discount on the entire €700 million equivalent U.S., euro and GBP first-lien term loan (B1/B) to 98 from 99, according to a market source.

Also, pricing on the €335 million equivalent second-lien term loan (Caa1/CCC+) was increased to Libor/Euribor plus 875 bps from Libor/Euribor plus 825 bps and discount talk widened to 97½ to 98 from 99, the source said.

All of the term loans still have a 1% floor, the first-lien term loans still have 101 soft call protection for six months, and the second-lien term loan still has call protection of 103 in year one, 102 in year two and 101 in year three.

Endemol tweaks MFN

Another changes to Endemol’s deal included eliminating the 12 month sunset so that the MFN protection is for the life of the facility from a 12 month sunset, the source continued.

Furthermore, the incremental facility ratios were set at closing leverage from closing leverage plus 0.25 times, and the excess cash flow sweep was increased to 50% with step-downs from 25%.

Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Credit Suisse and Nomura are the bookrunners on the €1,035,000,000 of equivalent term loans, with Deutsche the left lead on the first-lien term loan and JPMorgan the left lead on the second-lien term loan.

Proceeds will be used to help fund the recapitalization of the company by Apollo Global Management.

Endemol is an Amsterdam-based creator, producer and distributor of multiplatform entertainment.

Cactus reworks loan

Cactus Wellhead trimmed its six-year first-lien covenant-light term loan to $275 million from $350 million, lifted pricing to Libor plus 600 bps from Libor plus 450 bps and modified the original issue discount to 98 from 99, a market source said.

In addition, the call protection was revised to 102 in year one and 101 in year two with a carve-out for initial public offering proceeds from 101 soft call protection for one year, the source continued.

The term loan still has a 1% Libor floor.

Recommitments were due at 5 p.m. ET on Monday, the source added.

Credit Suisse Securities (USA) LLC and Bank of America Merrill Lynch are leading the deal that will be used to refinance existing debt and fund a dividend.

Cactus Wellhead is a Houston-based provider of wellhead services.

Mallinckrodt ups loan

Mallinckrodt, a Dublin-based pharmaceutical company, raised its non-fungible senior secured covenant-light term loan (Ba2/BB+) due March 19, 2021 to $700 million from $500 million and eliminated a $250 million cash bridge facility, according to market source.

Talk on the term loan remained at Libor plus 275 bps to 300 bps with a 0.75% Libor floor, an original issue discount of 99½ and 101 soft call protection for six months.

As before, commitments are due at 5 p.m. ET on Tuesday.

Barclays, Deutsche Bank Securities Inc., Citigroup Global Markets Inc. and Wells Fargo Securities LLC are leading the deal that will be used with $900 million of senior notes to fund the acquisition of Questcor Pharmaceuticals Inc., an Anaheim Hills, Calif.-based biopharmaceutical company, for $30.00 per share in cash and 0.897 Mallinckrodt shares for each share of Questcor common stock, for a total consideration of about $86.10 per Questcor share. The transaction is valued at about $5.6 billion.

Closing is expected in the third quarter, subject to the approval of the shareholders of both companies and Hart-Scott-Rodino clearance.

Osum flexes higher

Osum Production increased pricing on its $210 million six-year senior secured first-lien term loan (B3/B+) to Libor plus 550 bps from Libor plus 500 bps and widened the original issue discount to 98½ from 99, a market source remarked.

The term loan still has a 1% Libor floor and soft call protection of 102 in year one and 101

Additionally, while the incremental allowance remained at $50 million and the maximum principal amount that would permit the borrower to be in pro forma compliance with the loan’s financial covenant, a condition was added that in order to make an accordion draw, the corporate family ratings are not downgraded below the closing rating level as a result of the draw, the source continued.

Recommitments are due by 5 p.m. ET on Tuesday.

Barclays and Goldman Sachs Bank USA are leading the loan that will be used with cash on hand as well as from existing shareholders to help fund the acquisition of Orion Oil Sands Project from Shell Canada for C$325 million.

Osum Production, an indirectly wholly owned subsidiary of Osum Oil Sands Corp., a Calgary, Alta.-based private oil sands company, has secured and and total leverage of 2.7 times.

Houston revises deadline

Houston Fuel Oil accelerated the commitment deadline for its $625 million senior secured credit facility (Ba2/BB-) to noon ET on Wednesday from Thursday, according to a market source.

The facility consists of a $75 million five-year revolver talked at Libor plus 300 bps with no Libor floor and a par offer price, and a $550 million seven-year covenant-light term loan B talked at Libor plus 325 bps to 350 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and Bank of America Merrill Lynch are leading the deal that will be used to refinance Prudential notes, an existing revolver and term loan borrowings.

Closing is expected in mid-August.

Houston Fuel (formerly Buffalo Gulf Coast Terminals LLC) is a Houston-based marine terminal for storage of residual fuel oil and crude oil.

Bowlmor sets talk

Also in the primary, Bowlmor AMF held its bank meeting on Monday, launching its $400 million seven-year first-lien term loan with talk of Libor plus 525 bps to 550 bps with a 1% Libor floor, an original issue discount of 99 and 101 soft call protection for one year, a market source remarked.

The company’s $430 million credit facility (B) includes a $30 million revolver as well.

Commitments are due on Aug. 7.

Credit Suisse Securities (USA) LLC is leading the deal that will be used with a sale-leaseback on a significant pool of real estate to fund the acquisition of Brunswick Corp.’s bowling business for $270 million and to refinance existing debt.

Bowlmor is an operator of bowling centers.

EP Minerals guidance

EP Minerals set talk of Libor plus 425 bps with a 1% Libor floor and an original issue discount of 99 on its $175 million first-lien term loan (B2), and Libor plus 725 bps to 750 bps with a 1% Libor floor and a discount of 99½ on its $75 million second-lien term loan (Caa2), according to a market source.

The company’s $275 million senior secured credit facility, which launched with an afternoon bank meeting, also includes a $25 million revolver (B2), the source said.

BMO Capital Markets and BNP Paribas Securities Corp. are leading the deal that will be used to refinance existing debt and fund a dividend.

EP Minerals is a Reno, Nev.-based provider of diatomaceous earth and perlite filter aids, functional additives and absorbents.

Guggenheim add-on

Guggenheim Partners released talk of Libor plus 325 bps with a 1% Libor floor and an original issue discount of 99¼ to 99½ on its fungible $250 million add-on covenant-light term loan that launched with a call during the session, a source said.

The spread and floor on the add-on matches the existing term loan pricing.

Bank of America Merrill Lynch, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, RBC Capital Markets and Fifth Third Securities Inc. are leading the deal that will be used for general corporate purposes.

Guggenheim Partners is a financial services firm with headquarters in New York and Chicago.

SeaStar holds call

SeaStar Solutions held a call on which it launched a $208 million term loan with talk of Libor plus 350 bps to 375 bps with a 1% Libor floor, a par offer price and 101 soft call protection for six months, according to a market source.

Commitments are due on Aug. 4, the source said.

RBC Capital Markets is leading the deal that will be used to reprice the existing term loan from Libor plus 425 bps with a 1% Libor floor.

SeaStar is a manufacturer and distributor of marine steering and control systems and engine and drive parts.

Bioplan/Arcade on deck

Bioplan/Arcade Marketing set a bank meeting for Aug. 4 to launch a $585 million credit facility that consists of a $65 million revolver, a $375 million seven-year first-lien term loan and a $145 million eight-year second-lien term loan, according to a market source.

Goldman Sachs Bank USA, Credit Suisse Securities (USA) LLC, Barclays and Deutsche Bank Securities Inc. are the leads, with Goldman left on the first-lien and Credit Suisse left on the second-lien.

Proceeds will be used to fund the merger of Bioplan, a provider of unit-dose sampling and promotional turnkey solutions, and Arcade Marketing, a New York-based provider of sampling solutions for the fragrance, cosmetics and skincare segments.

Bioplan is owned by Ileos, which is owned by Oaktree Capital Management LP, and Arcade Marketing is owned by Visant Corp., which is owned by KKR and DLJ Merchant Banking. Oaktree will have a 75% ownership interest and KKR/DLJ Merchant will have a 25% ownership interest in the combined company.

Closing is expected by the beginning of the fourth quarter, subject to customary conditions and regulatory review.

Hill coming soon

Hill International emerged with plans to hold a bank meeting on Wednesday afternoon to launch a $165 million secured credit facility, according to a market source.

The facility consists of a $30 million U.S.-denominated five-year revolver, a $15 million euro-denominated five-year revolver and a $120 million six-year term loan.

The term loan is talked in the Libor plus 650 bps to 675 bps area with a 1% Libor floor and an original issue discount that is still to be determined, the source said.

Included in the term loan is 101 soft call protection for one year, the company said in an 8-K filed with the Securities and Exchange Commission.

Pricing on the U.S. revolver is expected at Libor plus 375 bps with a 50 bps unused fee, and pricing on the euro revolver is expected at Euribor plus 400 bps with a 75 bps unused fee, the filing added.

Societe Generale is leading the deal that is expected to close in August and will be used to refinance existing bank debt and for general corporate purposes.

Hill International is a Marlton, N.J.-based provider of program management, project management, construction management, construction claims and other consulting services.

Aircell finalizes at talk

In other news, Aircell Business Aviation Services LLC (Gogo) wrapped syndication of its $75 million term loan B-2 due March 21, 2018 at talk of Libor plus 650 bps with a 1% Libor floor and an original issue discount of 98. The debt is non-callable through Dec. 21, 2015 and then at 103 through Dec. 21, 2016.

Morgan Stanley Senior Funding Inc. is leading the deal that will be used for general corporate purposes.

In addition, the company sought an amendment to its existing $238 million term loan B to provide for the new term loan B-2 that was offered pro-rata to existing lenders, extend the maturity to March 21, 2018 and extend the non-call period to Dec. 21, 2015 with a 103 premium for one year thereafter.

Closing is expected on Wednesday.

Aircell is a Broomfield, Colo.-based provider of in-flight connectivity equipment and services to the business aviation market.

Red Lobster closes

The buyout of Red Lobster Management LLC by Golden Gate Capital from Darden Restaurants Inc. for $2.1 billion in cash has been completed, a news release said.

For the transaction, Red Lobster got a new $430 million credit facility (B3/B) that includes a $50 million revolver and a $380 million seven-year covenant-light term loan B.

Pricing on the term loan is Libor plus 525 bps with a 1% Libor floor and it was sold at an original issue discount of 98. There is 101 soft call protection for one year.

During syndication, the term loan B was upsized from $375 million, pricing was lifted from talk of Libor plus 475 bps to 500 bps, the discount widened from 99, the call protection was extended from six months, the free and clear accordion was cut to $50 million from $100 million and the unlimited prong was revised to 2.25 times first-lien leverage from 2.5 times, and the starting excess cash flow sweep was raised to 75% from 50%.

Deutsche Bank Securities Inc., GE Capital Markets and Jefferies Finance LLC led the deal.

Red Lobster is an Orlando, Fla.-based casual dining seafood restaurant company.

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